GPERAK-AnnualReport2009 (1MB).pdf - Bursa Malaysia

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CONTENTS annual report 2009 | Gula peraK BerHaD (8104-X) PAGE(S) Notice Of Annual General Meeting 2 – 4 Statement Accompanying Notice Of Annual General Meeting 5 Notice Of Nomination Of Auditors 6 Corporate Information 7 Profile Of Board Of Directors 8 – 10 Chairman’s Statement 11 – 13 Statement On Corporate Governance 14 – 18 Statement On Internal Control 19 – 20 Audit Committee Report 21 – 23 Corporate Social Responsibility 24 Other Information 25 – 27 Financial Statements 28 – 83 Analysis Of Shareholdings 84 – 85 Group Properties 86 Form Of Proxy Enclosed 1 www.gulaperak.com.my
www.gulaperak.com.my 2 annual report 2009 | Gula peraK BerHaD (8104-X) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the Annual General Meeting (“AGM”) of the Company will be held at Zamrud Room, Level 10, Empress Hotel, Jalan ST 1C/7 Medan 88, Bandar Baru Salak Tinggi, 43900 Sepang, Selangor Darul Ehsan on Monday, 28 September 2009 at 10.00 a.m. to transact on the following business: AGENDA ORDINARY BUSINESS 1. To receive and adopt the audited Financial Statements for the financial year ended 31 March 2009 together with Directors’ and Auditors’ Reports thereto. RESOLUTION (1) 2. To approve the payment of Directors’ Fees for the financial year ended 31 March 2009 RESOLUTION (2) 3. To re-elect the following Director who retire pursuant to Article 89 of the Company’s Articles of Association and being eligible, offer themselves for re-election: (i) Ms Lim Bee Ling Datuk Lim Sue Beng who retires pursuant to Article 89 will not be seeking for re-election 4. To re-appoint the following Director to hold office until the conclusion of the next AGM pursuant to Section 129(6) of the Companies Act, 1965: RESOLUTION (3) (i) Tan Sri Datuk Seri (Dr) Elyas bin Omar RESOLUTION (4) 5. To appoint Auditors and to authorise the Directors to fix the Auditor’s remuneration. Notice of Nomination pursuant to Section 172(11) of the Companies Act, 1965 (a copy of which is annexed and marked “Annexure A” as in this Annual Report) has been received by the Company of the intention to propose the following ordinary resolution: “THAT Messrs SC Lim, Ng & Co having consented to act, be appointed as the Company’s auditors in place of the retiring Auditors, Messrs Deloitte KassimChan, for the period until the conclusion of the next AGM and that the Directors be authorised to fix their remuneration.” RESOLUTION (5) Special Business 6. To consider and if thought fit, pass with or without any modifications, the following ordinary resolution pursuant to Section 132D and Section 132E of the Companies Act, 1965: a) “THAT pursuant to Section 132D of the Companies Act, 1965, the Directors be and are hereby authorised to allot and to issue shares in the Company from time to time at such price, upon such terms and conditions for such purposes and to such person or persons whomsoever as the Directors may deem fit provided that the aggregate number of shares so issued does not exceed 10% of the issued capital of the Company for the time being and such authority shall continue in force until the conclusion of the next AGM of the Company.” b) “THAT pursuant to Section 132E of the Companies Act, 1965, authority be and is hereby given to the Company and/or its subsidiary companies to enter into arrangements or transactions from time to time with the Directors of the Company or any persons connected with such Directors (within the meaning of Section 122A of the Companies Act, 1965) whereby the Company and/ or its subsidiary companies may acquire from or dispose to such Directors or persons connected with such Directors products, services or any non-cash assets of the Company or its subsidiary companies provided that such acquisitions or disposals are on normal commercial terms and in the ordinary course of business of the Company, such authority will continue to be I force until the conclusion of the next AGM AND THAT for the avoidance of doubt, any such transactions entered into by the Company with the Directors or connected persons prior to the date of this resolution be and are hereby approved and ratified.” RESOLUTION (6) RESOLUTION (7)
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Page 5 and 6: www.gulaperak.com.my 4 Note annual
Page 7 and 8: www.gulaperak.com.my 6 ANUAR BIN DA
Page 9 and 10: www.gulaperak.com.my 8 DATUK RAHIM
Page 11 and 12: www.gulaperak.com.my 10 DATO’ MUS
Page 13 and 14: www.gulaperak.com.my 12 CHAIRMAN’
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Page 17 and 18: www.gulaperak.com.my 16 BOARD COMMI
Page 19 and 20: www.gulaperak.com.my 18 RELATIONSHI
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Page 23 and 24: www.gulaperak.com.my 22 AUDIT COMMI
Page 27 and 28: www.gulaperak.com.my 26 OTHER INFOR
Page 29 and 30: www.gulaperak.com.my 28 FINANCIAL S
Page 31 and 32: www.gulaperak.com.my 30 DIRECTORS
Page 33 and 34: www.gulaperak.com.my 32 DIRECTORS
Page 35 and 36: www.gulaperak.com.my 34 Report on O
Page 37 and 38: www.gulaperak.com.my 36 BALANCE SHE
Page 39 and 40: www.gulaperak.com.my 38 STATEMENTS
Page 41 and 42: www.gulaperak.com.my 40 CASH FLOW S
Page 43 and 44: www.gulaperak.com.my 42 CASH FLOW S
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www.gulaperak.com.my 52 5. SEGMENT
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www.gulaperak.com.my 54 9. LOSS BEF
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www.gulaperak.com.my 56 10. DIRECTO
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www.gulaperak.com.my 58 12. (LOSS)/
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www.gulaperak.com.my 60 14. PROPERT
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www.gulaperak.com.my 66 17. INvESTM
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www.gulaperak.com.my 70 22. OTHER R
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www.gulaperak.com.my 72 annual repo
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www.gulaperak.com.my 76 29. BORROwI
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www.gulaperak.com.my 80 33. AMOUNT
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www.gulaperak.com.my 82 36. FINANCI
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www.gulaperak.com.my 84 ANALYSIS OF
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www.gulaperak.com.my 86 GROUP PROPE
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